Obligation Komunalbanken 0.375% ( XS0913888987 ) en USD

Komunalbanken

100 % ⇌

Norvege

XS0913888987 ( en USD )

0.375% par an ( paiement semestriel )

10/04/2015 - Obligation échue

Prospectus brochure de l'obligation Kommunalbanken XS0913888987 en USD 0.375%, échue

100 000 USD

1 689 500 000 USD

Kommunalbanken est une banque publique norvégienne qui fournit des services financiers aux municipalités et aux autres entités publiques norvégiennes.

L'Obligation émise par Komunalbanken ( Norvege ) , en USD, avec le code ISIN XS0913888987, paye un coupon de 0.375% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 10/04/2015

Final Terms dated 3 June 2013
KOMMUNALBANKEN AS
Issue of
U.S.$500,000,000 0.375 per cent. Instruments due 10 April 2015
(to be consolidated and form a single series with the U.S.$1,500,000,000 0.375 per cent. Instruments
due 10 April 2015 issued on 10 April 2013)
UNDER THE
PROGRAMME FOR THE ISSUANCE OF DEBT INSTRUMENTS
The Base Prospectus referred to below (as completed by these Final Terms) has been
prepared on the basis that any offer of Instruments in any Member State of the European
Economic Area which has implemented the Prospectus Directive (each, a "Relevant
Member State") will be made pursuant to an exemption under the Prospectus Directive, as
implemented in that Member State, from the requirement to publish a prospectus for offers of
the Instruments. Accordingly any person making or intending to make an offer in that
Member State of the Instruments may only do so in circumstances in which no obligation
arises for the Issuer or any Joint Lead Manager to publish a prospectus pursuant to Article 3
of the Prospectus Directive or supplement a prospectus pursuant to Article 16 of the
Prospectus Directive, in each case, in relation to such offer. Neither the Issuer nor any Joint
Lead Manager has authorised, nor do they authorise, the making of any offer of Instruments
in any other circumstances.
The expression "Prospectus Directive" means Directive 2003/71/EC (and amendments
thereto, including the 2010 PD Amending Directive and the expression "2010 PD Amending
Directive" means Directive 2010/73/EU provided, however, that all references in this
document to the "Prospectus Directive" in relation to any Member State of the European
Economic Area refer to Directive 2003/71/EC (and amendments thereto, including the 2010
PD Amending Directive, to the extent implemented in the relevant Member State), and
include any relevant implementing measure in the relevant Member State.
PART A - CONTRACTUAL TERMS
Terms used herein shall be deemed to be defined as such for the purposes of the Conditions
(the "Conditions") set forth in the base prospectus dated 18 April 2012. This document
constitutes the Final Terms of the Instruments described herein for the purposes of Article 5.4
of the Prospectus Directive and, save in respect of the Conditions, must be read in
conjunction with the base prospectus dated 18 April 2013, which constitutes a base
prospectus (the "Base Prospectus") for the purposes of the Prospectus Directive. The
Conditions are incorporated by reference in the Base Prospectus. Full information on the
Issuer and the offer of the Instruments is only available on the basis of the combination of
these Final Terms, the Base Prospectus and the Conditions. The Base Prospectus and the
Conditions are available for viewing at Kommunalbanken AS, Haakon VIIs gate 5b, 0110
Oslo, Norway and Deutsche Bank AG, London Branch, Winchester House, 1 Great
Winchester Street, London EC2N 2DB, United Kingdom, and the website of the Luxembourg
Stock Exchange (www.bourse.lu) and copies may be obtained from Kommunalbanken AS,
Haakon VIIs gate 5b, 0110 Oslo, Norway and Deutsche Bank AG, London Branch,
Winchester House, 1 Great Winchester Street, London EC2N 2DB, United Kingdom.
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1.
(i)
Series Number:
4410
(ii)
Tranche Number:
2
(iii)
Date on which the Instruments
The Instruments represented by the Rule
become fungible:
144A Global Instrument will be
consolidated, become fungible and form a
single Series with those Original Instruments
also represented by a Rule 144A Global
Instrument on the Issue Date and the
Instruments represented by the Regulation S
Global Instrument will be consolidated,
become fungible and form a single Series
with those Original Instruments also
represented by a Regulation S Global
Instrument not earlier than 40 days from the
Issue Date following the expiration of the
distribution compliance period (as defined in
Regulation S)
2.
Specified Currency:
United States Dollars ("U.S.$")
3.
Aggregate Principal Amount:

(i)
Series: U.S.$2,000,000,000
(ii)
Tranche: U.S.$500,000,000
4.
Issue Price:
99.912 per cent. of the Aggregate Principal
Amount of the Tranche plus accrued interest
from the Interest Commencement Date
5.
(i)
Specified Denominations:
U.S.$100,000 and multiples of U.S.$2,000
thereafter
(ii)
Calculation Amount:
U.S.$2,000
6.
(i)
Issue Date:
5 June 2013
(ii)
Interest Commencement Date:
10 April 2013
7.
Maturity Date:
10 April 2015
8.
Types of Instruments:
Fixed Rate
9.
Interest Basis:
0.375 per cent. Fixed Rate
(further particulars specified below)
10.
Redemption/Payment Basis:
Subject to any purchase and cancellation or
early redemption, the Instruments will be
redeemed on the Maturity Date at 100 per
cent. of their nominal amount
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11.
Change of Interest or Redemption/
Not Applicable
Payment Basis:
12.
Put/Call Options:
Not Applicable
13.
Status of the Instruments:
Senior
PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE
14.
Fixed Rate Instrument Provisions
Applicable
(i)
Interest Rate:
0.375 per cent. per annum payable semi-
annually in arrear
(ii)
Interest Payment Date(s):
10 April and 10 October in each year
commencing on 10 October 2013
(iii)
Adjustment of Interest
Interest Payment Dates will not be adjusted
Payment Date(s) for payment
for calculation of interest; however, for
purposes:
payment purposes only, the Following
Business Day Convention will apply
(iv)
Fixed Coupon Amount:
U.S.$3.75 per Calculation Amount, on each
Interest Payment Date
(v)
Party responsible for
Not Applicable
calculating the Fixed Coupon
Amount(s):
(vi)
Broken Amount(s):
Not Applicable
(vii) Day Count Fraction:
30/360
(viii) Determination Dates:
Not Applicable
(ix)
Additional Financial Centre(s) Not Applicable
relating to Business Days:
15.
Floating Rate Instrument Provisions Not Applicable
16.
Fixed Interest Discounted Issue
Not Applicable
Instrument Provisions
17.
Zero Coupon Instrument Provisions Not Applicable
18.
Index Linked Interest Instrument
Not Applicable
Provisions
19.
Share Linked Interest Instrument
Not Applicable
Provisions
20.
FX Linked Interest Instrument
Not Applicable
Provisions
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21.
Fund Linked Interest Instrument
Not Applicable
Provisions
PROVISIONS RELATING TO REDEMPTION
22.
Call Option
Not Applicable
23.
Put Option
Not Applicable
24.
Automatic Early Redemption
Not Applicable
25.
Maturity Redemption Amount of
U.S.$2,000 per Calculation Amount
each Instrument
26.
Early Redemption Amount

(i)
Early Redemption Amount(s)
U.S.$2,000 per Calculation Amount
per Calculation Amount
payable on redemption for
taxation reasons:
(ii)
Early Redemption Amount(s)
U.S.$2,000 per Calculation Amount
per Calculation Amount
payable on event of default or
other early redemption:
27.
Index Linked Redemption
Not Applicable
Instruments
28.
Share Linked Redemption
Not Applicable
Instruments
29.
FX Linked Redemption Instruments Not Applicable
30.
Instruments with Dual or Other
Not Applicable
Currency Settlement Conditions
31.
Fund Linked Redemption
Not Applicable
Instruments
32.
Commodity Linked Redemption
Not Applicable
Instruments
33.
Physical Delivery Instruments
Not Applicable
GENERAL PROVISIONS APPLICABLE TO THE INSTRUMENTS
34.
Form of Instruments:
Registered Instruments:

Regulation S Instrument and Rule 144A
Instrument
35.
New Global Instrument:
No
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PART B - OTHER INFORMATION
1.
LISTING AND ADMISSION TO TRADING
(i)
Listing:
Luxembourg
(ii)
Admission to trading:
Application has been made by the Issuer (or
on its behalf) for the Instruments to be
admitted to listing on the official list of the
Luxembourg Stock Exchange and to trading
on the regulated market of the Luxembourg
Stock Exchange with effect from the Issue
Date
The Original Instruments are admitted to
listing on the official list of the Luxembourg
Stock Exchange and to trading on the
regulated market of the Luxembourg Stock
Exchange
(iii)
Estimate of total expenses
400 (listing fee)
related to admission to
trading:
2.
RATINGS

The Instruments to be issued have been rated:

Standard & Poor's Credit Market Services Europe Limited:
AAA

Moody's Investors Service Ltd:
Aaa
3.
INTERESTS OF NATURAL AND LEGAL PERSONS INVOLVED IN THE
ISSUE/OFFER

So far as the Issuer is aware, no person involved in the offer of the Instruments has an
interest material to the offer
4.
REASONS FOR THE OFFER AND ESTIMATED NET PROCEEDS
(i)
Reasons
for
the
offer:
The net proceeds of the issue of the
Instruments will be applied by the Issuer to
meet part of its general financing requirements
(ii)
Estimated net proceeds:
U.S.$499,846,458.33
(including
accrued
interest)
5.
(Fixed Rate Instruments only) - YIELD

Indication of yield:
0.423 per cent. semi-annual
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6.
(Floating Rate Instruments only) - HISTORIC INTEREST RATES
Not
Applicable
7.
(Index-Linked or other variable-linked Instruments only) - DESCRIPTION AND
PERFORMANCE OF INDEX/FORMULA/OTHER VARIABLE
Not
Applicable
8.
OPERATIONAL INFORMATION

Regulation
S
ISIN
Code:
Until the Instruments represented by the
Regulation S Global Instrument are
consolidated, become fungible and form a
single Series with those Original Instruments
also represented by a Regulation S Global
Instrument, the Instruments will have the
temporary Regulation S ISIN Code
XS0940730657; afterwards, the Instruments
will have the same Regulation S ISIN Code as
the Original Instruments, which is
XS0913888987

Regulation
S
Common
Code:
Until the Instruments represented by the
Regulation S Global Instrument are
consolidated, become fungible and form a
single Series with those Original Instruments
also represented by a Regulation S Global
Instrument, the Instruments will have the
temporary Regulation S Common Code
094073065; afterwards, the Instruments will
have the same Regulation S Common Code as
the Original Instruments, which is 091388898

144A ISIN Code:
US50048MBG42

CUSIP:
50048M BG4

New Global Instrument intended to
Not Applicable
be held in a manner which would
allow Eurosystem eligibility:
Clearing
system(s):
Euroclear/Clearstream,
Luxembourg/DTC
Delivery:
Delivery
against
payment

Names and addresses of additional
Not Applicable
Paying Agent(s) or Foreign
Exchange Agent(s) (if any):

Name and address of Luxembourg
Not Applicable
Intermediary Agent:
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9.
DISTRIBUTION
(i)
Method of distribution:
Syndicated
(ii)
If syndicated, names and
Joint Lead Managers:
addresses of Managers and
underwriting commitments:
Citigroup Global Markets Limited
Citigroup Centre
Canada Square
Canary Wharf
London E14 5LB
United Kingdom
U.S.$167,000,000
Merrill Lynch International
2 King Edward Street
London EC1A 1HQ
United Kingdom
U.S.$166,000,000
Morgan Stanley & Co. International plc
25 Cabot Square
Canary Wharf
London E14 4QA
United Kingdom
U.S.$167,000,000
(iii)
Date of Subscription
3 June 2013
Agreement:
(iv)
If non-syndicated, name and
Not Applicable
address of Manager:
(v)
Stabilising Manager(s) (if
Not Applicable
any):
(vi)
Total (underwriting and
Nil
placing) commission and
concession:
(vii) U.S. Selling Restrictions:
Regulation S Category 2; Rule 144A and
Section 3(c)(7) (QIBs that are also QPs)
(viii) Public Offer:
Not Applicable
10.
TERMS AND CONDITIONS OF THE OFFER
Not
Applicable
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SUMMARY OF THE ISSUE
Summaries are made up of disclosure requirements known as "Elements". These elements are
numbered in Sections A - E (A.1 - E.7).
This summary contains all the Elements required to be included in a summary for this type of
securities and issuer. Because some Elements are not required to be addressed, there may be
gaps in the numbering sequence of the Elements.
Even though an Element may be required to be inserted in the summary because of the type
of securities and issuer, it is possible that no relevant information can be given regarding the
Element. In this case a short description of the Element is included in the summary with the
mention of "Not Applicable".

Section A - Introduction and Warnings
A.1 Introduction:

This summary should be read as introduction to the Base
Prospectus; and any decision to invest in the Instruments
should be based on consideration of the Base Prospectus
as a whole by the investor. Where a claim relating to the
information contained in the Base Prospectus is brought
before a court, the plaintiff investor might, under the
national legislation of the Member State, have to bear
the costs of translating the Base Prospectus before the
legal proceedings are initiated. Civil liability attaches
only to those persons who have tabled the summary
including any translation thereof, but only if the
summary is misleading, inaccurate or inconsistent when
read together with the other parts of the Base Prospectus
or it does not provide, when read together with the other
parts of the Base Prospectus, key information in order to
aid investors when considering whether to invest in such
Instruments.
A.2 Consent:
Not Applicable.

Section B - Issuer
B.1
Legal name of the
Kommunalbanken AS ("KBN" or the "Issuer")
Issuer:

Commercial name of
Kommunalbanken Norway (KBN)
the Issuer:
B.2
Domicile, legal form,
The Issuer is registered in Norway as a joint stock
legislation and country
company under the Norwegian law for limited
of incorporation of the
companies (Lov om aksjeselskap).
Issuer:
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B.4b Trends:
Not Applicable. There is no known trend affecting the
Issuer and the industry in which it operates.
B.5 The
Group:
Not Applicable. The Issuer does not belong to a group.
B.9 Profit
Forecast:
Not Applicable. The Issuer does not make profit
forecasts.
B.10 Audit
Report
Not Applicable. There are no qualifications in the audit
Qualifications:

reports for the Issuer.
B.12
Selected Key Financial
The table below shows certain selected summarised
Information:
financial information which is derived from, and must be
read together with, the Issuer's audited non-consolidated
financial statements for the years ending 31 December
2012 and 2011 which are incorporated by reference in
the Base Prospectus and the auditor's report and notes
thereto.
31 December

2012
2011
2010

(NOK millions)

Net interest income .....................................
2,032
1,582
1,197
Profit before tax ...........................................
2,604
1,001
1,034
Instalment loans (principal amounts) ..........
219,204
207,572
183,841
Total assets ...................................................
348,953 366,901 315,491
Senior securities issued (principal
amounts) .......................................................
312,867 338,615 290,231
Total liabilities .............................................
341,560 362,307 311,456
Share capital .................................................
2,145
1,221
1,221
Total equity ..................................................
7,393
4,594
4,034
There has been no material adverse change in the
prospects or condition of the Issuer since 31 December
2012, being the date of its last published audited
financial statements.
There has been no significant change in the financial or
trading position of the Issuer which has occurred since
31 December 2012, being the date of its last published
audited financial statements.
B.13 Recent
Events:
Not Applicable. There have been no recent events
particular to the Issuer which are to a material extent
relevant to the evaluation of the Issuer's solvency.
B.14
Dependence upon other Not Applicable. The Issuer does not belong to a group.
entities within the
Group:
B.15
The Issuer's Principal
The Issuer's principal objective is to provide loans on
Activities:
competitive terms to counties, municipalities and inter-
municipal companies for a variety of investment
projects. Loans are also granted for power plants, private
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